Third Reason to Go Private: Access To Capital

Know More: Investment Banking, Private Equity, Raising Money, Venture Capital 2.0, Investment Banking

The third reason to go or remain private is access to capital. This axiom applies to the smallest companies among those that are or are seeking to go public. In broad strokes, it applies less to companies with more than $100 million in revenue and increasingly more as a company's revenue drops further below $100 million.

There are many in the business of facilitating small IPOs and reverse mergers that would suggest that one of the reasons to go public to improve access to capital. Our experience would suggest the opposite. The smallest public companies have very limited access to capital and would actually have an easier time raising money in the private markets--where many investors will not even consider public companies.

The capital available to the smallest public companies is often much more expensive than venture capital or other capital available to private companies. The typical features of such rounds of capital include floating conversion features that allow investors to convert debt or equity into an infinite number of common shares. This can virtually assure the investor of recovering all of its money, but at the expense of all of the other investors--and managers. Small public financings also tend to feature more up front fees, often paid in equity--subtly but meaningfully increasing the cost of financing.

While I hate to harp on the costs of being public, but at the risk of redundancy, I'll note again that the costs of being public often reduce or eliminate profitability, which reduces or eliminates a small public company's access to debt capital.

In contrast, the private equity markets are flush with cash. Venture funds are looking for more good deals, private equity groups are actively working to take good, undervalued public companies private, and even hedge funds are dabbling in private company transactions.

Bottom line: for small, growing companies, private is the place to be for raising capital.

Middle Market Deals and how to buy, sell and raise capital from $5 to $500 million

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